8-K/AThe WireRoutine
Shareholder Vote
Filed Apr 20, 2023 · 3y ago · Accession 0001171843-23-002437
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
AMENDMENT NO. 1 TO
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) April 18, 2023
SIMMONS FIRST NATIONAL CORPORATION
(Exact name of registrant as specified in its charter)
Arkansas
0-6253
71-0407808
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
501 Main Street , Pine Bluff , Arkansas
71601
( Address of principal executive offices)
(Zip Code)
(870) 541-1000
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name
of each exchange on which registered
Common
stock, par value $0.01 per share
SFNC
The
Nasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule
405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2
of this chapter). Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use
the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a)
of the Exchange Act. ☐
EXPLANATORY NOTE: The annual meeting of the shareholders (“Annual
Meeting”) of Simmons First National Corporation (“Corporation”) was held on April 18, 2023. On April 19, 2023, the Corporation
filed a Current Report on Form 8-K to report the results of shareholder voting at the Annual Meeting. This Form 8-K/A is being filed to
report the action taken by the Corporation’s board of directors (“Board”) at the Board’s regular meeting on April
18, 2023, with regard to the frequency of shareholder advisory votes on executive compensation.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The Corporation held its Annual Meeting on April 18, 2023. At the Annual
Meeting, the Corporation’s shareholders voted on a non-binding recommendation for the frequency of future non-binding shareholder
votes on the compensation of the Corporation’s named executive officers (“Say-On-Frequency Proposal”). The results were
as follows:
Frequency
Vote
3 Years
7,652,851
2 Years
458,766
1 Year
80,133,672
Abstain
655,694
Broker Non-Votes
18,113,114
The Board carefully considered the results of the shareholders’ advisory
vote on the Say-On-Frequency Proposal. Based on the vote, management recommended and the Board determined that non-binding shareholder
votes on the compensation of the Corporation’s named executive officers should be held annually until a Say-On-Frequency Proposal
is next presented to the shareholders, which is currently scheduled to occur no later than the Corporation’s 2029 Annual Meeting.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
SIMMONS FIRST NATIONAL CORPORATION
/s/ James M. Brogdon
Date: April 20, 2023
James M. Brogdon, President and Chief Financial Officer
Filing details
- Company
- SIMMONS FIRST NATIONAL CORP
- Ticker
- SFNC
- CIK
- 90498
- Form type
- 8-K/A
- Filing date
- Apr 20, 2023
- Report date
- Apr 18, 2023
- Document
- f8ka_042023.htm
- Size
- 194 KB